


A Little More (Touch Me)

by sunsetmog



Series: Panties and Lip Gloss [2]
Category: Panic At The Disco
Genre: Crossdressing, M/M, Panties, characters are seventeen, lip gloss
Language: English
Status: Completed
Published: 2012-02-11
Updated: 2012-02-11
Packaged: 2017-10-30 23:13:06
Rating: Explicit
Warnings: Underage
Chapters: 1
Words: 6,047
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/337230
Author URL: https://archiveofourown.org/users/sunsetmog/pseuds/sunsetmog
Summary: <blockquote class="userstuff">
              <p>
  <i>"Come meet me at the mall after school tomorrow," Spencer says, all of a sudden. "Then we can come back to my place. And—you know."</i>
</p>
<p>
  <i>"Practice," Brendon says lightly. He doesn't feel light.</i>
</p>
<p>
  <i>"Practice," Spencer agrees, and for the briefest of moments, their gazes meet. </i>
</p>
<p>Or, alternatively, the working title for this fic: panties and lip gloss ii: revenge of the lip gloss.</p>
            </blockquote>





	A Little More (Touch Me)

**Author's Note:**

> Thank you to octette for the beta. <33

Spencer sidles up to Brendon at practice a week later, and says, red-faced, "I think I need more practice. For girls."

Brendon looks the other way and nods. "Okay," he says, even though his heart's beating fit to burst and he's jerked off seventeen times in the last six days, each of them more desperate than the last. He'd smeared lip gloss across his mouth and chewed his lip to stop himself from saying Spencer's name out loud. 

"Mom and Dad go to the store on Fridays while the twins are dancing," Spencer says. He's bright red. The only reason that Ryan and Brent haven't figured out that something is up is because they're over the other side of the room, having an argument that seems to involve girls, a party, and a discussion about whether My Chemical Romance makes people want to dance or not.

"Okay," Brendon says again. "You want me to come over?"

"Yeah," Spencer says, staring at the floor. "Tomorrow? After school?"

It's not really enough time to get to the store, Brendon thinks. "I don't—I don't have any money," he says. "For new stuff. I'm out." He's embarrassed, but they're doing this so that Spencer can practice with girls—at least, that's why Spencer's doing this. Brendon has his own reasons. 

"Oh," Spencer says, and fumbles in his pocket. "I have twenty dollars?"

"I can't take your money," Brendon says. They're standing close enough to touch, but there's a space between them that feels like it's a mile wide. "Not—not for this." He knows he'll go home and wash whatever he buys in the sink and wear them again and jerk off, just like he's done this week. He can't take Spencer's money for that. He can barely look himself in the eye in the mirror as it is. 

"You're helping me out," Spencer tells him. "Do you want me to buy it? I don't know what size you are, though—"

"I don't either," Brendon puts in quickly. Oh god, this conversation. Every part of him is burning red. "I just guessed last time." They haven't talked about the last time. Last weekend might never have happened, for all the attention they're giving it when they're together. Alone, Brendon thinks about it all the fucking time. 

"You guessed pretty well," Spencer says. 

Brendon nods. He doesn't know what to say. He wonders if it's going to be like it was last time. He really, really hopes that it is. 

"Come meet me at the mall after school tomorrow," Spencer says, all of a sudden. "Then we can come back to my place. And—you know."

"Practice," Brendon says lightly. He doesn't feel light.

"Practice," Spencer agrees, and for the briefest of moments, their gazes meet. 

~*~

Brendon is distracted all day at school, and by the time he gets to the mall after school, he's halfway to crazy. 

Spencer's waiting for him by the entrance to Forever 21, but even though Brendon's talking nineteen to the dozen about the math problem from his last period geometry class, he's still startled when Spencer doesn't lead him inside, but away, toward the other end of the mall. 

"Where are we going?" he asks, tripping over his feet and managing to avoid bumping into Spencer by the skin of his teeth. 

"Somewhere," Spencer says steadfastly, ignoring Brendon's clumsiness, which Brendon counts as a win. He's so nervous. He can't stop talking. 

"But _where_?" Brendon pleads, but Spencer just shakes his head.

They end up in the lingerie section of a fancy clothes store that Brendon's never really noticed before. He notices the price, though, and just a pair of plain panties will eat up Spencer's twenty dollars and more besides.

"Spence," he says, fingering a price tag. "We can't afford this."

"We can," Spencer says, and doesn't meet Brendon's eyes. 

"This stuff is expensive," Brendon persists, fingering a pale blue pair of plain panties. "These ones are twenty-five dollars." He doesn't think he'll ever be able to say the word _panties_ out loud.

"Do you want them?" Spencer asks, his cheeks red. "We can get them. Do you like them?"

"They're twenty-five dollars," Brendon says again. "You have twenty, and I have like, four. I'm pretty sure they're not going to discount them just because we're a dollar short." Anyway, he thinks, he doesn't want these panties. These are pale blue and cotton; he keeps looking at the pair on the rack opposite that are patterned with a tiny pink and white plaid, with a pink and white bow in the middle. There's a matching bra and camisole, too, and a thong, but he doesn't want one of those. He wants the pink and white panties, but he can't bring himself to wish too much. This store is too expensive. 

"I have money," Spencer says. "Pick what you want, and I'll pay."

"What did you do, rob a bank?" Brendon asks. The girl behind the register is watching them out of the corner of her eye. 

"No," Spencer says. He is approximately as red-faced as Brendon has ever seen him. There's a flush all the way down his neck. "I had birthday money left over."

"I can't use your birthday money," Brendon says stupidly, but Spencer's got that fierce look on his face that Brendon recognizes from way too many conversations with Ryan. 

"You're not using it, _we_ are," Spencer says. "And it's my practice, so. I should get to pay for whatever practice materials—" He stumbles over his words. "—pay for whatever I want to, okay?"

Brendon swallows. He's half-hard, he notices, just from being in here. He's such a pervert, honestly. 

"I mean it," Spencer says. "I want to. Just. Let's get these, okay?"

"Not these," Brendon says, dropping the pale blue panties. They're nice, but he just wants the pink ones. He really wants the pink ones. They're really fucking pretty, and Brendon secretly desperately wants to be as pretty in them as they look on the rack. 

"Okay," Spencer says. "Which ones, then?"

"Those," Brendon says, blushing almost as hard as Spencer is. He points at the pink and white ones. "I like those."

"Okay," Spencer says, and Brendon can almost see him squaring his shoulders as he walks over and picks up a pair of the pink and white plaid panties.

They are, Brendon thinks, the prettiest things he can remember seeing. He fingers the bra a little dazedly, and can't stop himself from hoping that Spencer's going to like them too. 

"Is that size okay?" Spencer asks, holding the pair up. 

Brendon genuinely has no idea. He hooks a finger in the waistband, and pulls it out, just a little. "I don't know," he says. "Try a smaller pair, maybe."

Spencer finds a smaller pair, and then starts looking through the bras and camisoles. 

"I thought we were just getting panties," Brendon says stupidly. 

Spencer stops. "Unless you don't want the set," he says. The two of them together are possibly the most embarrassed it's possible for anyone to be. Ever. Brendon's embarrassed by how embarrassed they both are. 

"I do," Brendon admits, against his better judgment. He really doesn't want to spend Spencer's money, but he loves these panties, and the camisole, and the bra. He wants to put it all on right the fuck now. 

"Well, okay," Spencer says, and passes Brendon a slip and a bra. "Do you think they're the right size?

"I think so," Brendon says a little doubtfully, but Spencer just nods, and takes them back again. 

"Okay," he says, and heads over to the register with his chin tilted up. 

Brendon tries not to look at the amount that the register's showing, but when it hits $50, Brendon blanches. He can't afford anything this nice. He's never owned anything this nice. He is suddenly desperate to go somewhere to put it on. He wants this _so much_. So much, and it isn't just wanting Spencer, it's wanting the panties, and the pretty pink and white cotton, and Spencer as well. It's everything.

"Okay," Spencer says, once he's handed over his birthday money and waited for the girl to fold up the underwear small and pretty into a pink bag with tissue paper and scented perfume balls. "Let's go."

Brendon nods, dazedly following Spencer back out into the mall. He can't believe that just happened. 

Spencer touches his elbow, dragging him back to reality. "You okay?" he says. "Do you want to come back to my place now?"

Brendon wants to wear them _now_. "Okay," he says, nodding. "Okay. Um." He looks over Spencer's shoulder and into the store beyond. "Two minutes, okay?" He has four dollars. Enough for lip gloss, so long as it's cheap. Cheap and sticky and pink. 

Spencer waits outside the store, leaning up against the wall. He's still pink-cheeked when Brendon comes out again, tiny bag clutched in his hand. 

"Ready?" Spencer says, and Brendon nods, stuffing his bag into his pocket. 

"Yeah," he says, and they walk through the mall to the parking lot without touching at all.

Spencer has his dad's car, since his dad is going with his mom to the twins' dance class and then to the store. It feels weird to climb into the passenger seat, but Brendon does, and then Spencer climbs in next to him and passes Brendon the bag from the lingerie store. He puts his hands on the steering wheel. "Did you buy lip gloss?" he asks. 

Brendon darts a glance at him. "Yes," he says. He fumbles in his pocket. 

"Can I see?" Spencer asks, still looking straight ahead. 

"Yeah," Brendon says, and swallowing hard, he holds out his hand. In the centre of his palm is the tube of lip gloss. It's pale, pale pink, and a little sparkly, and on the front it says, _cute or what? flavored lip gloss for pretty girls_. 

Brendon can't breathe. 

Spencer stares at it for a long moment. His eyes flick to Brendon's, and back again. His hands are white where they're gripping the steering wheel. 

He swallows. 

"Can I—" he starts. "I want to put it on you. Now. Can I do that?"

Brendon can't speak. _Yeah_ , he thinks, but his mouth is too dry for him to talk, so he nods instead. _Yes_.  
Spencer takes the tube, and flicks the lid. It's frosted pink, and Brendon wants. He _wants_. He wants this so bad. 

"Please," he says, mouth dry, and Spencer leans over and cups Brendon's face in his hand. 

"Open your mouth," he says, and Brendon obeys. He's trembling, but desperately trying to hide it. 

Spencer squeezes the tube too hard, and too much comes out. He smoothes it over Brendon's lips with the angled cap of the tube, but his hand is shaking, and some of it ends up on his cheek and his upper lip. 

Brendon can't move. He just stays where he is, Spencer's hand on his cheek, frozen in place. 

"Can I—" Spencer starts. "Oh fuck, Brendon. Let me kiss you, please. Please."

Brendon nods jerkily, and then Spencer's leaning in and touching his mouth to Brendon's, and Brendon breathes into it, and tries not to beg for more. 

"Okay?" Spencer says, after a minute, moving just a little, just enough that Brendon can see the way his eyelashes fall against his cheeks when he blinks, and the freckles on his cheekbones. 

"Uh-huh," Brendon says, and Spencer kisses him again, licking at his lips, lip gloss everywhere, sticky and pink and tasting like strawberry or raspberry or some other berry that Brendon didn't pay enough attention to when he picked up the tube. It's only a cheap tube, and he suspects it didn't taste much like the berry it's supposed to, anyway.

Brendon's heart beats like a drum in his chest. Spencer pulls away. 

"Pretty like a girl," he says, holding the tube up. 

"Yes," Brendon says, and wishes for more. He's still kind of confused about all of the things that he wants, and even more confused about how to verbalize them. 

They drive back to Spencer's place without speaking, although Brendon clutches the bag with the panties way too tightly, so that whenever they come to a stop sign, Spencer glances at Brendon's lap and then back up to the road, cheeks flushed. 

Brendon is half-hard and he knows what's in the bag in his lap, and what he and Spencer did last time. He wants that so much it's stupid, but he doesn't know how to ask for it, so he doesn't say anything, staring out of the window and at the traffic. 

It doesn't work as a distraction technique. 

"So," Spencer says awkwardly, once he's turned the car into his driveway and killed the engine. "We're here."

"We are," Brendon says, and doesn't move. The bag containing the underwear stays in his lap. He waits, but Spencer doesn't say anything. "So, uh. Do you want me to go get changed in the bathroom?"

Spencer flushes again. He looks straight ahead, at the garage door. "I was—" he starts. "You can get changed in my room, if you want."

Brendon bites his lip. There's still the faint remnants of the lip gloss there, although he's chewed most of it off over the course of the drive home. "Are you going to watch?" 

Spencer shoots him a look. "Um," he says. "If you don't mind. I mean. Yeah. That would be cool."

"Awesome," Brendon says, and he wriggles a little in his seat, trying to cover up the fact that he's suddenly hard at the very idea of getting dressed up in his new panties in front of Spencer. 

"Okay." There's a pause. "We should go inside."

"Oh, yeah, yeah," Brendon agrees, fumbling with his seatbelt as he tries to get out of the car as fast as possible. The laces of his Converse have come undone and he almost breaks his neck tripping over them in his haste to get to the front door after Spencer. 

"Careful," Spencer says, and Brendon nods, hopping from foot to foot as Spencer fails to get the key in the lock the first time he tries. 

That, at least, gives Brendon some courage, because it's almost as if Spencer's as nervous as he is. Brendon doesn't want to look and check to see if Spencer's hard too, because Brendon doesn't actually want to find out that he _isn't._ Not when Brendon's so turned on. He very deliberately keeps his eyes forward, even though it's killing him not to check. 

"Do you want a drink, or anything?" Spencer asks kind of hesitantly, once he's kicked off his shoes in the hallway. Brendon follows suit, kicking off his Converse and ignoring the tangled laces. 

"No," he says. He still has the bag firmly in his grip. The lip gloss is back in his pocket. "Can we go upstairs now?"

Spencer lets out a breath. "Yes," he says, and he swallows, his throat working. 

Brendon watches, and wonders what it's like to press his mouth to the skin there and see what Spencer tastes like. Instead, he takes the stairs two at a time and pushes his way into Spencer's bedroom, Spencer following. He drops the bag on the bed and turns around. "Okay," he says. "How do you want me to do this? Like, I could go out and come back in if that's better for you. More like a girl." He wants to give Spencer the option of changing his mind, because he's a good person, even if the very last thing he wants is for Spencer to pick something else. 

"Uh," Spencer says, red-faced. "No. Stay. Unless you don't want to."

Brendon turns around, and takes the bag with him. He rests it on the edge of Spencer's computer desk. "I want to." 

Carefully, to cover up the way his hands are trembling, he pulls out the tissue paper first, smoothing it straight and putting it down over Spencer's keyboard. A few of the pink perfume balls roll out of the paper and onto the floor, but Brendon doesn't reach down and pick them up. Instead, he pulls out the neatly folded lingerie, laying it out piece by piece: camisole, bra, panties. They're still folded. 

"Slip?" he asks. "Or bra?"

"Um," Spencer says. "I don't know."

"Helpful," Brendon says, and he tries to laugh but he can't, because these are for _him_. There are panties, and they're for him, and he gets to wear them. For _Spencer_. A week ago panties hadn't even been on his radar, and now it's all he can think about. That, and Spencer. 

He fumbles with the top button of his jeans, and then the next button, and the next. His jeans are open, and he's facing away from Spencer, and this is the moment, this is when things change. It's scary, and he doesn't know what he's doing, and then he does, because he's pushing his jeans down. He steps out of them and tugs off his socks, and then there's just him, facing the wall, in faded black briefs that he's had way too long, and worn way too many times.

"Brendon," Spencer says, in a choked off voice, and Brendon thinks, _fuck_. 

He turns around. 

Spencer's just standing there, at the end of his bed, staring at Brendon with wide, desperate eyes. He's still clutching his hoodie, like he doesn't know what to do with it. 

Brendon doesn't know what to say, so instead, he holds out the panties. "They still have the tag on," he says. It reads, _Pink and white gingham panties. Matching items available._ Normally he'd just pull the tag off, but something inside of his head makes him want to be careful with them. And him. 

"There are scissors—" Spencer says, and then he drops his hoodie on the bed and comes over to the desk, tugging open the drawer and emerging with a pair of kids' scissors with Donald Duck on the handle. "Shut up," he says, when Brendon opens his mouth to comment on the fact that Spencer Smith still has safety scissors in his top drawer, and Brendon promptly shuts it again. He can't think of anything to say, anyway, because Spencer is taking Brendon's wrist in his hand, steadying himself so he can cut away the tag on the panties. They can't take them back to the store even if they don't fit, anyway. 

"I'll do the others, too," he says, kind of breathlessly, and Brendon nods, holding up first the camisole, and then the bra. 

"Okay," Brendon says, when Spencer's done. "Where do you—do you want to sit down?"

Spencer's cheeks are pink. "Okay," he says, and he sits down on the bed, hands under his thighs. 

Brendon is terrified, although he'd never admit it. Instead, he pushes his underwear down quickly, trying to hide the fact he's clearly already hard. He kicks it off and stumbles, trying to get his foot in his new panties. 

"Don't rush," Spencer says. "You don't have to rush."

Brendon does, he really fucking does. He's so hard. The panties feel so pretty, and pink and white, and he _wants_. He needs. There's such a lot going on inside of his head, and he doesn't really understand all that well what this means for the future, but he knows there's more to him wanting to wear panties than just getting to make Spencer kiss him. He's really not an idiot, but even the week he's had to think about this hasn't led him to any fixed conclusions in his head, other than the knowledge that he'd really like a drawer full of panties he could wear if he wanted to. 

"Oh god," Spencer says, and he's staring at Brendon's dick. "I've never—you're so hard."

"I'm sorry," Brendon says, because this was supposed to be about him pretending to be a girl for Spencer to practice on. He knows that's not what it is, at least for him, but that isn't the point. It's going to be tough to try and tuck his dick away when he's really fucking hard. 

"Don't be," Spencer says, and he makes an abortive move to stand up, but he doesn't. He looks like he might be hard too, but Brendon doesn't want to look close in case he's wrong. 

Instead, he concentrates on pulling the panties—the pretty, pretty pink and white panties—up over his thighs, and then over his dick. His erection tents them out, pulling the pretty scalloped trim away from his stomach, and all of a sudden Brendon wishes he'd shaved. He's never shaved his dick, but right now he wants to. He really fucking wants to. There are little ruffles over his hips.

"Take your shirt off," Spencer tells him, in a hoarse voice. He's still sitting on his hands, but his knees are jiggling up and down. "Please, Brendon, your shirt."

Brendon's mouth is so dry. He feels like he can't breathe. He tugs his shirt over his head and drops it on the floor, and picks up the camisole. It's so soft, and the straps are so tiny, scalloped like the hem of the panties. He wants to jerk off so fucking bad. He pulls it on; when he's straightened it up, there's still a gap between the hem and his panties.

Spencer stands up. He stands up, and closes the distance between them, and he's red-faced when he asks, "Can I touch you? I just—fuck, Brendon."

Brendon nods his agreement, because he can't remember how to form words. It's even worse when Spencer hesitantly brushes his thumbs over Brendon's nipples through the cotton. He does it again, and Brendon feels them harden beneath Spencer's tentative touches. He lets out a long, desperate breath and grabs on to Spencer's chair for balance. His legs feel like jelly. 

"You look so pretty," Spencer tells him, and Brendon can't help it, he makes a soft, whining noise in his throat and tilts his chin up. When Spencer leans in and presses his mouth to Brendon's neck, Brendon wants to die. He's shaking. "So pretty," Spencer breathes, mouth touching the underside of Brendon's jaw. 

Brendon needs to grab his dick to stop himself from coming, but he doesn't. He holds on to the back of Spencer's chair for dear life instead. Spencer keeps touching his nipples, and Brendon's head feels like it's going to explode. 

"I want to try the bra," he says abruptly, because there's no way Spencer can keep touching him like this without Brendon coming at some point in the near future. "Spencer—the bra."

Spencer steps back. His eyes are dark and his skin flushed. "Yeah," he says, and he glances at the desk, at the bra, haphazardly strung over the keyboard where they'd dropped it after cutting the tag off. "Can I help you put it on?"

There's no way Brendon's going to be able to hold out for long. "Yeah," he says, and turns around to face the desk; he takes the camisole off and puts it down. When he reaches down to pick up the bra, Spencer already has it in his hand. 

"Let me," Spencer says, and Brendon has to remind himself that that's why they're doing this, so that Spencer can figure out girls' underwear and not embarrass himself when he brings a girl home. 

Brendon nods, and doesn't turn around. Spencer crowds him into the desk, and slides his arms over Brendon's, bra in hand. 

"You've shaved under your arms," Spencer says. His voice catches. 

"I did it for last time," Brendon admits, as Spencer slides the bra straps up first one arm, and then the other. "I did it again last night." He doesn't say that he'd had to jerk off in the shower straight after doing it, or that he'd gone to bed and jerked off again. His skin had been so smooth. He just—he wanted to be smooth, and soft, and feel _pretty_. He really wanted to feel pretty. All week long he'd just longed to get that feeling back. 

"You feel so good," Spencer tells him, thumbs stroking under Brendon's arms, and Brendon can't help it, he tips his head back onto Spencer's shoulder. "You like that?"

Brendon's cheeks burn. "Yes," he says, and Spencer keeps touching him, stroking him over and over as he straightens up Brendon's pink and white bra. Brendon really wants to look in a fucking mirror. He wants to see. When he speaks, it comes out croaky and hoarse. "What do I look like?" 

He really fucking needs to know. 

Spencer fumbles with the catch of his bra, trying to get it fastened. Brendon waits, but his hands tremble.

"There," Spencer says, and he doesn't sound all that confident either. He sounds kind of wrecked. 

"What do I look like?" Brendon repeats, because he's too fucking desperate not to know. "Please, Spencer."

"Oh, fuck," Spencer says, and then he tugs on Brendon's shoulder so that Brendon turns to face him, and then he's dumping his shirt on the floor, and his jeans are following. He's just in his boxer briefs, and his erection is clear; Brendon breathes something that's supposed to be a sigh of relief, but sounds too desperate to be that. "Brendon—"

"Yes," Brendon manages. He tries not to look down at himself, but he fails; he looks down and his dick is pushing his panties out, and he's in a pale pink and white bra, and he feels pretty. He feels _pretty_. 

"You look amazing," Spencer tells him. "You look so fucking good. I just—I want to jerk off all over you."

"Fuck," Brendon says, in a high voice. 

"You make me want to jerk off," Spencer goes on. "I just want to come."

"Me too," Brendon admits. He can't think back to a time when he and Spencer didn't do this. If he thinks about anything outside of the two of them in this room now, his head starts to spin. There's too much to think about. 

"I'm going to take my underwear off," Spencer tells him. "And then I'm going to jerk off."

"On me," Brendon says, before he's even really processed what it is he's saying. 

"Let me kiss you," Spencer says, and then he's pushing his underwear down and stepping forward and cupping Brendon's face in his hands. Brendon doesn't even get a chance to properly look at his dick before Spencer's mouth is covering his and he's sliding his tongue into Brendon's mouth. 

Brendon kisses him back, urgent and breathless, and Spencer's hands are all over him, thumbs running over the scalloped trim of his bra, his ass, his hips. His stomach. And Brendon hesitantly touches Spencer, hands in small of his back, shifting lower onto the curve of his ass, and Spencer's _naked_. It wasn't that Brendon didn't know that, but there's a difference between knowing it, and getting to _touch_. He can feel the tip of Spencer's dick against his thigh, and he can feel the slick trail of pre-come as Spencer shifts against him. 

Brendon is really fucked.

"Can I—" Spencer pulls away. His mouth is red and his lips look bitten; Brendon's barely aware of whether that was him or not. He looks down, and then back up again. "I want to see what you taste like."

"I thought you just did," Brendon says, scrabbling on the desk for the lip gloss. He wants to taste sticky and pink and fruity. He applies it with a shaking hand, not that sure how much of it was making it on to his lips. 

"Not there," Spencer says. He looks down again. "There."

_Oh_ , Brendon thinks. His dick jumps. "Yeah, okay."

"Good," Spencer says, and then he's shifting Brendon to the side, so that he's leaning up against the closet instead of the desk chair, and Spencer drops to his knees and slides his hands to rest on Brendon's hips.

When Brendon looks down, he can see Spencer's dick. It's hard, and red at the tip, and bigger than Brendon's. Brendon swallows, and lets out a groan as Spencer circles his dick with his palm. 

"Spencer," Brendon says, kind of desperately. His dick is so hard. 

"Yeah," Spencer says, eyes on him. He jerks his dick a couple of times, and then leans in and presses his mouth to Brendon's dick through the panties. 

Brendon dies a little bit inside. This is—this is. There is nothing in his head to describe how this feels. Spencer keeps on mouthing at the pink and white cotton, and Brendon's hips rock up to meet Spencer's mouth, and Spencer mouths at the tip of Brendon's dick. 

This is not Spencer figuring out how to undo a girl's bra so that he doesn't embarrass himself his first time. This is Spencer halfway to giving Brendon a blow job, and Brendon really, really has no capacity to process the difference. At all. 

"Pretty panties, B," Spencer tells him, in between breathes, and when he shifts, Brendon can see Spencer's hand move on his dick. 

He wants. He wants so bad. Without meeting Spencer's gaze, he slides his hand into his panties and pulls his dick out. It is, he knows, a silent challenge. He really hopes he's right. 

"Don't hate me if I'm really bad at this," Spencer says quickly, and then he slides his mouth over the tip of Brendon's dick, and Brendon's head tips back and hits the closet door with a thunk. 

"Holy shit, Batman," Brendon manages, and his hands tangle in Spencer's hair. Spencer's blowing him; Spencer's giving him a blow job. This is oral sex, and Brendon is having it. In panties and a bra. His dick jerks in Spencer's mouth, and Spencer makes a muffled sound of appreciation, and he slides his tongue over Brendon's slit. 

This is it; Brendon is going to die of this. This will be the end of him. 

He wonders if he'll get to return the favour and have Spencer's dick in his mouth. 

His dick jerks again; he's already so close to the edge. 

"Going to come," he says breathlessly. He pushes a little uselessly at Spencer. "Going to come."

Spencer sits back, and Brendon's dick slides out of his mouth. His lips are so, so red. Brendon whines in protest. 

"Come on my face," he says, and Brendon can't move quickly enough. He grabs his dick and jerks himself off, and he can see Spencer doing the same thing, and it's too much for him. In his head he can hear _come on my face_ over and over, like a stuck record. 

Spencer opens his mouth, and that's too much for Brendon to bear. 

"Gonna come," he manages, and then he's coming, and he's coming on Spencer's face, and it's the most amazing thing he's ever seen in his whole fucking life, streaks of his come across Spencer's mouth and cheeks. 

Then Spencer grabs Brendon's hand and uses it to smear come across his cheek, and something inside of Brendon is dying, and Brendon can't do anything about it. This is the best thing that's ever happened to him in his whole entire life. 

Spencer's still jerking off, but he's holding Brendon's hand to his face, and then he leans in and rubs his come-streaked cheek over Brendon's panties, against his dick. 

Brendon's dick jerks weakly. It's too much. 

"Want to come on you," Spencer tells him, his mouth muffled against Brendon's panties. "Please."

Brendon nods, unable to say anything. _Yeah._

Spencer stumbles onto his feet, and tugs Brendon over to the bed; Brendon clumsy but willing, going down onto his back so that Spencer can kneel over him with his dick in his hand. 

"This is so fucking dirty," Spencer says breathlessly, jerking his dick. His hand is on Brendon's chest, thumb touching the bow in the centre of Brendon's pretty bra. "This is dirtier than I ever imagined."

"Yeah," Brendon manages, since that's Spencer's dick, and Brendon hasn't had a chance to properly touch him. He wonders if he will, someday. He wants that. He wants all of it. His own dick is peeking out of his panties still, and that's kind of weirdly hot to him. He doesn't know why. "Are you going to come?"

"In a minute," Spencer says, his hand trailing all over Brendon's chest and stomach and down to his panties. "Fuck, B. This is so hot."

Brendon can't speak, so he doesn't. Spencer's going to come on him, all over his pretty panties and his bra, and he feels—he feels incredible. Hot and sexy and pretty and—there's a tube of lip gloss on the nightstand, in between the piles of junk that Spencer keeps by his bed, and it isn't the cute or what? one that Brendon's just bought. He reaches for it. 

Spencer's cheeks flush. "I bought it," he admits, jerking himself faster. "I wanted to see what it felt like."

"To wear it?" Brendon asks, stunned. 

"Yeah," Spencer says. "Put it on for me. Please, Brendon."

Brendon's hands shake, but he smears it over his lips. It's a strawberry coloured one, a darker red than either of the two tubes that Brendon bought. He licks his lips experimentally. It's sweet. 

"Fuck," Spencer gasps. "Put more on." 

Brendon's breath is caught in his throat, but he obeys, adding another layer. He doesn't try to be neat. "Like this?" he asks. "Did you wear this?"

"Yeah," Spencer says. "Yes. Tasted like strawberry. Wanted it to be you."

It barely makes sense, but Brendon doesn't care. He runs his hands up Spencer's thighs. The muscles strain beneath his touch; it's amazing. "Come on me," he says again. 

"On your panties," Spencer's voice is wrecked, and his hand is moving so fucking fast on his dick. "On your bra. On your _mouth_." His voice cracks, and then he's crying out, and coming, and his come hits Brendon's stomach and his bra and his chin. "Brendon, Brendon," he says. He sounds broken and desperate, so Brendon does the only thing he can think of, which is to tug Spencer down to kiss him, breathless and hard. There's come everywhere and they're both filthy, but Brendon doesn't care. Spencer's kissing him hungrily, and their hands are everywhere, and then Brendon slides his hand between them and covers Spencer's softening dick with his hand. 

Spencer breathes his whine into Brendon's kiss, and Brendon doesn't know whether this is okay or not, so he doesn't move his hand, and Spencer doesn't ask him to. 

The kiss lessens in urgency, until Spencer's licking lazily at the remnants of the lip gloss, and Brendon's slid his leg in between Spencer's. Brendon strokes at Spencer's ass. 

Finally, when they've kissed for what feels like forever, and the lip gloss is long gone, they pull away. Brendon laughs. "So," he says, since he's in a come-stained bra and panties, and Spencer has come on his face. "That was pretty awesome."

"I did pretty well at fastening your bra up," Spencer says, and something thuds inside of Brendon's chest, heavy and hard. 

"Yeah," he says, and tries not to sound disappointed. "You did."

"And I think I did okay at blowing you, right?"

Brendon's brain short-circuits. His chest feels suddenly light again. "Yes," he manages.

"But I'd probably be better with practice," Spencer goes on. 

"Everything's better with practice," he says. His fingers twitch. His mouth's dry. "Maybe I could blow you—next time. If you wanted."

There's silence for a beat. When Spencer speaks again, his voice is hoarse. "That'd be good," he says. "We should try that."

"Okay," Brendon says. He's conscious of the time, of the possibility of Spencer's parents coming back earlier than expected, and finding him in a bra and panties and both of them covered in come. He just can't bring himself to stop. "You want to make out some more?"

"Only if you'll let me wear the lip gloss this time," Spencer says, pink-cheeked, and something inside of Brendon's brain flips right the fuck over. 

"Okay," he says, and reaches for the tube. 

[end]


End file.
